-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IiaexU7jbD8o8sS1s39c7d/p9KQFOqW/VrujYe/UyKxYWbK/STmVmavt2n98af0G 79DVKJGsRp2p8qYtswlgwQ== 0000949111-99-000029.txt : 19990217 0000949111-99-000029.hdr.sgml : 19990217 ACCESSION NUMBER: 0000949111-99-000029 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990216 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OREGON STEEL MILLS INC CENTRAL INDEX KEY: 0000830260 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 940506370 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: SEC FILE NUMBER: 001-09887 FILM NUMBER: 99543487 BUSINESS ADDRESS: STREET 1: 1000 BROADWAY BLDG STREET 2: 1000 S W BROADWAY, STE 2200 CITY: PORTLAND STATE: OR ZIP: 97205 BUSINESS PHONE: 5032239228 MAIL ADDRESS: STREET 1: 1000 SW BROADWAY STREET 2: PO BOX 5368 CITY: PORTLAND STATE: OR ZIP: 97205 DEFA14A 1 OREGON STEEL MILLS, INC.'S FORM OF MEMORANDUM SCHEDULE 14A INFORMATION Solicitation Prior to Furnishing Required Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant /X/ Filed by a Party other than the Registrant / / Check the appropriate box: / / Preliminary Proxy Statement (Consent Revocation Statement) / / Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) / / Definitive Proxy Statement /X/ Definitive Additional Materials / / Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-12 OREGON STEEL MILLS, INC. - -------------------------------------------------------------------------------- (Name of Registrant as Specified In Its Charter) - -------------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of filing fee (Check the appropriate box): /X/ No fee required. / / Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. (1) Title of each class of securities to which transaction applies: _______ (2) Aggregate number of securities to which transaction applies: _______ (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): ________ (4) Proposed maximum aggregate value of transaction: $_______ (5) Total fee paid: $_______ / / Fee paid previously with preliminary materials. / / Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: ____________________________________________ (2) Form, Schedule or Registration Statement No.: ______________________ (3) Filing Party: ______________________________________________________ (4) Date Filed: ________________________________________________________ FORM OF MEMORANDUM [OREGON STEEL MILLS, INC] [NAPA PIPE an Oregon Steel Mills company] Memo To: All Employees Date: February 15, 1999 Copies To: From: ================================================================================ Subject: Employee Mail & Telephone Solicitation -------------------------------------- A group calling itself the Committee for Shareholder Value has recently mailed information to many of our shareholder employees asking them to consent to the adoption of three committee-sponsored proposals. It is important for you to know that this committee consists of the Crabbe Huson Group, Inc., Amalgamated Bank of New York and the AFL-CIO. The AFL-CIO group, in an effort to make it appear that they speak for other shareholders, is calling itself a "Committee" of shareholders. We believe that these proposals are part of an on-going United Steelworkers of America ("Union") campaign directed at Oregon Steel Mills. Many of our employees are receiving calls regarding the AFL/CIO, (Committee to Restore Shareholder Value), consent solicitation. The Company has filed a response to the Consent Solicitation, which is called a Revocation Statement. The AFL/CIO solicitation contains a GOLD CARD, which has three boxes to check: o Consent - which means you consent to the AFL/CIO proposals. o Withhold consent - which means you don't consent to the AFL/CIO proposals. o Abstain - which means what it says. An additional option is to throw the Gold Card away which has the same effect as withholding consent. The Company's Revocation Statement contains a WHITE CARD, which has two options: o Revoke Consent - which should be checked if a previous consent was given and you have changed your mind. o Do not revoke consent. Additionally, signing and dating the WHITE CARD without checking boxes has the effect of revoking any previously filed consents. The Board of Directors of Oregon Steel Mills opposes each of the AFL-CIO proposals and recommends that you do not sign the gold consent card or any other forms which may be sent to you by the AFL-CIO group. If you have any questions regarding the mailing, the Company's position, or the nature of the proposals, please call the Investor Relation's office at (503) 240-5226. -----END PRIVACY-ENHANCED MESSAGE-----